Pony Avengers: Equestria's Mightiest Heroes
by cornholio4
Summary: 4 Ponies in Equestria have formed the Avengers! Twilight/Blueblood and for the full image check out Leebo4 on Deviantart!
1. Chapter 1

**Tons of exposition in this chapter, I got ideas from My Little Avengers by Koolerkid. I know Ghost Rider was never an Avenger but I thought why not?**

In Canterlot, outside the Royal Palace it seemed like an ordinary day with nothing out of the usual. But soon that is going to change!

Walking up to the palace was a unicorn with light green fur, a black mane and tail with his mane slicked black with hair gel, glasses covering his bright brown eyes, his Cutie Mark was that of a hammer and he was wearing a dark blue sweater vest with a bright red tie. He also had an evil smirk on his face.

"Celestia, time for you to pay for rejecting my genius!" said the pony with an evil chuckle "and those stupid snobs in the Canterlot Elite will rue the day they tossed me out!"

This particular pony was called Chisel Hammer, a wealthy member of Canterlot elite and the founder, CEO and director of Hammer Corp a successful manufacturing firm in Canterlot which was rumoured to have been involved in shady and illegal dealings but nothing could be proved.

A year ago Hammer had demonstrated before the Canterlot Elite and Princess Celestia a line of artificial combat drones he called the Hammer Drones which he intended to replace the Royal Guard and hopes they would impress the Princess enough to give him a knighthood, however during the demonstration the Drones got out of control and started attacking the guests. Thankfully the Guards managed to destroy them before anypony got killed however some quests had gotten harmed during the attack. Thanks to the failure the Princess refused to fund his project.

Since the incident Hammer's reputation taken a massive blow and became an outcast in the Canterlot elite. Furious at what happened to his reputation he vowed revenge not once contemplating the fact it was his own flawed inventions that caused the mess in the first place.  
Using the magic in his horn he floated to him a remote control and then pressed the button on it. Then came swooping in was dozens upon dozens of metal androids shaped like ponies. They were about the bulk and size of Princess Celestia, had cannons and different weapons on both sides of their bodies, were made of a really strong metal that was painted light green and had red visors where the eyes were supposed to be.

These were the Hammer Drones MK II, an updated model of the Hammer Drones from the year before. These new Drones were specifically built and designed to be stronger than the previous models and were powered by gems Hammer had acquired from some Diamond Dogs he had working for them.

Hammer faced his inventions and ordered them to attack everything. Then the Drones activated and started flying about using their weapons to attack everything they sensed in their paths causing the ponies to scream helplessly. Hammer then smiled as he ran to one of the Hammer Tech warehouses so he could control the drones and watch the show from there. He made sure these new models looked different enough from the previous models and since it was no secret some of his rivals were working on the same idea (and since he had the plans for them top secret) he was positive it couldn't have been traced back to him.

Up in one of the towers of the Canterlot Palace sat the esteemed Prince Blueblood. He was enjoying a magazine on a chair with the table next to him holding a framed photo of his marefriend Twilight Sparkle (who he knew from his aunt's school for gifted unicorns and was his aunt's personal student) who he gotten together with months ago. Twilight was different from the other mares that hounded him, expecting him to be their prince charming. She usually kept her mind to her books and was polite to him without expecting something in return; these factors along with her beauty (well she had it in Blueblood's mind) helped him to fall in love with her.

He looked to the gem permanently embedded to his upper body that his fancy clothes usually hid. During an archeologically dig his aunt Celestia made him supervise months ago they had found the gem of enormous energy and power. He had touched it which caused a blast of energy and although the other ponies manage do get to a safe distance he wasn't so lucky. The blast sent him into a three day long coma and if it wasn't for the Gem attaching itself to him he may well have died. During his time healing and recovering he looked over how he acted around 'commoners' and resolved to turn his life as well. As well as give him a humility lesson the Gem also gave him increased knowledge of technology and magic.

Hearing the sounds of screaming ponies he looked out the window to see the Hammer Drones and watching Chisel Hammer running off to one of his warehouses. He glared in his direction, Hammer was one of the ponies he disliked the most owing mostly to the fact he was at the demonstration a year ago when the previous Drones malfunctioned and attacked though he managed to get out of harm's way before they were destroyed.  
He then activated a secret compartment revealing a high tech lab. He stood and on a platform and said "Computer activate IRON PONY ARMOUR!"

The suddenly several robotic arms came forward placing yellow metal armour onto him with red armour plates for his hooves, a red plate for the upper body (although the gem on his chest was exposed by the armour) and a yellow faceplate where the rest of the helmet of the armour was red.

He had built this armour to show that he wasn't just some spoilt prince and he uses this weapon he designed and built to protect the peace (as since then what humans would call supervillains started appearing) as the armoured avenger Iron Pony.

"Computer it's time to assemble the Avengers!" Blueblood stated to his suit's AI computer.

"At once sir!" the AI said in a robotic voice.

Soon after becoming a hero Blueblood soon joined forces with three other heroes (two of which had gained powers around the same time as he got his gem) to stop a powerful threat and afterwards they decided to form a team called the Avengers to fight the threats to Canterlot the Royal Guard can't fight.

In her tower in the royal Palace Twilight smiled reading one of the books in the tower's library. She had moved back to Canterlot months ago as Princess Celestia's student but still kept in touch with her friends back in Ponyville. When she moved back to Canterlot she started going out with Prince Blueblood who she knew from Princess Celestia's school, Rarity and Applejack tried to talk her out of going out with him saying he was a no good snob but Twilight knew he was better than he let others believed.

She heard Blueblood's AI talk to her from a computer in her room saying "Ms Sparkle, Mr Blueblood needs you and the other Avengers as there is an attack on Canterlot City!"

"At once!" Twilight said getting a strange shaped pendant around her neck. Months ago she helped bring Blueblood to saftey after he fell into the coma caused by the explosion. That's where she found the pendant and after studying it she discovered it was an artefact of an ancient race of earth ponies from long before the Princesses rain that could fly and do magic despite not having wings or horns. She managed to activate its power giving her understanding of their magic which impressed her mentor as she couldn't figure it out when she had the chance to study it. She decided to use its power as a force of good taking the codename Ms Marvel.

The pendant started glowing purple and Twilight was now covered in a dark purple aura. She then transformed, she now had a black eye mask, and she was now wearing a short black sleeveless shirt with a golden star on it, a red belt, black gloves and black boots. Rarity had been extremely jealous when she first saw Twilight in her superhero outfit. She then flew away out the window to join her coltfriend and her fellow Pony Avengers.

Back in Ponyville Fluttershy was creeping about the dark alleyways looking for bad ponies, before Fluttershy would never even think of doing what she was going to do but she had a friend that needed fed.

She smiled as she saw two big ponies attacking some poor helpless mare, "You big meanies leave her alone!" she shouted at them.

The ponies turned to her and started laughing. Fluttershy smiled even further and shook her head, looks like they needed to learn their lesson the hard way. Then suddenly Fluttershy's body became much thinner, her fur turned to black, her eyes became dark red with no visible pupil in them and then her mane became dark red and looked like it was on fire.

The ponies immediately stopped laughing and looked at her in horror. She then shouted in a voice that sounded like a demon was talking at the same time as her **"your hearts are full of sin and meanness and I am here to make you'se pay for those sins! I am the Spirit of Vengeance, I am the Ghost Flyer!"**

You see many eons ago after being defeated the evil Tirek had conquered the realm of Tartarus but eventually one of his demon servants Zarathos rebelled against him and gained the power to punish those with sin in their hearts. Zarathos had managed to escape to Equestria where he bonded with Fluttershy's soul. Fluttershy can now turn into a half Pegasus and half demon called the Ghost Flyer though however the longer she goes in her Ghost Rider form she starts to lose control over her actions unless the demon in her is regularly satisfied by feeding it the souls of the sinful (even though she was against it at first she didn't want to poor demon in her to starve). Although at first it was mostly Zarathos in control as she turned into the Ghost Flyer, Fluttershy has learnt to regain control in the form with much willpower (that she learnt from now regularly visits to Iron Will's seminars).

The two ponies stopped laughing at once and then screamed in terror. Before they had the chance to run away flew in front of them hit them with a fire attack saying **"taste the power of the flames of Tartarus!"**

As the mare they were attacking ran away to saftey Fluttershy used a fiery attack to make them pass out. Fluttershy smiled at her work, these two won't be harming anypony else ever again. Then a band on her left front upper hoof with a Red A started flashing.

"**Looks like the other Avengers need my help!"** Fluttershy said before flying away to Canterlot.

In a building in Canterlot was the embassy of Wakanda a jungle land of earth ponies that existed beyond Equestria limits. Seated at the desk was a light brown earth pony with yellow eyes and a Cutie Mark that was a Black Panther. He was T'Challa the ruler of Wakanda who had came to Equestria not only to broker an alliance between their lands but to learn how to be a better leader for his subjects. In his absence he left in charge a council of handpicked elders to run Wakanda.

He then saw an alarm going off, "my comrades need my help!" he said seriously, taking a key from his desk in his mouth he went over and unlocked a cupboard. Inside were a full body black suit (complete with a full face mask with two horns made to look like panther ears) and a golden belt. This costume was made of Vibranium, an extremely strong and rare substance that Wakanda was built on a mime of. He then put the suit on.

He had the identity of the Black Panther which was passed down from father to son and he inherited the title years ago when his father, the previous king of Wakanda had been murdered by an outsider. Despite having no actual powers he was extremely strong and fast for an earth pony, allowing him to be more than a match than many unicorns and Pegasi that he had faced. He then jumped out the window to join his teammates.

Blueblood was flying about using the repulsor rays built into the hooves of his armour. He had speakers installed which bursted out a song for him to fight to which was _Shoot to Thrill_ by AC/DC

He was using his horn to shoot blasts at the attacking Drones. "Hmm, wonder whats taking the other Avengers so long?" Blueblood asked out loud.

"Right here love" Twilight said flying in and using purple magical blasts at the Hammer Drones.

"**I'm here as well"** said the familiar demon voice of Fluttershy as she flew in hitting the Hammer Drones with the fires of Tartarus.

"I'm present as well fellow avenger of justice" said T'Challa leaping from the buildings to join the other Avengers.

"Excellent" Blueblood said grinning from behind his helmet "alright Avengers lets teach these buckets of bolts a lesson about messing with Canterlot!"

Hammer glared seeing the Avengers on the monitor, of the computer he was using to see his inventions in action. "The Avengers? Bah!" Hammer said "luckily I came prepared for this!"

He then looked behind him to see a giant statis tube with a creature inside.

Blueblood was shooting the Drones with his horn. "Computer power to gem!" Blueblood told his AI. The Gem on his body started glowing and let out a blast of energy (an attack known as the Unibeam Fire) at the Drones destroying the ones that were in its way.

"Pretty shoddy tech, were dealing with!" Blueblood commented using the Repulsor Blasts, built into the repulsors on the top hooves of his armour.

"I agree" Twilight commented using a purple forcefield to counter blasts from the drones, back at them.

"**Seems a waste of my powers dealing with them"** Fluttershy commented practically doing nothing as the flames covering her, were attacking the Drones.

"Dealt with much more formidable creatures, back home in Wakanda" T'Challa said dodging blasts from the Drones.

Hammer was furiously looking at this going on. "Destroying my inventions is one thing, but insulting my designs is another!" he roared "Time for plan B!"

He then walked to the stasis tube and by it stood two of his unicorn scientists. "I need you two to unleash our guest here!"

The two looked at eachother nervously, and then what said "but sir, we don't think that would be a good idea..."

"That was an order, not a request!" Hammer barked "now either you unleash him or you can belt out of here, do I make myself clear?"

Both unicorns looked afraid and the one who didn't talk before said "crystal Mr Hammer sir!"

Then the unicorns relucantly used the magic in their horns to turn the machine on, draining the liquid and opening the tube out. Hammer also had them open up the warehouse door (which was kind of like a garage door) as not to destroy the place when he gets out.

"Welcome Mr Blonsky" Hammer said smirking to the creature who then awoke.

Soon the Hammer Drones were all taken care off. "That was easy!" said Blueblood hovering gently to the ground.

"Too easy..." muttered T'Challa, then the Avengers dropped their jaw to the ground as they saw the creature slowly approaching them.

It was pony shaped, larger and bulkier than Princess Celestia, had dark green scales covering its body (so much so you couldn't see what its Cutie Mark was), had no mane but had a black bushy tail, cold dark red eyes, its spine was clearly showing with spikes on it, had wings half the size of its body and were shaped like gargoyle wings and had a long sharp horn.

Two years ago this creature was once the earth pony athlete "Track" Star Blonksy. He had won just about every earth pony race and strong pony contest he had ever entered. Since birth he was a perfectionist who couldn't stand the concept of anypony being better than him and secretly despised pegasi and unicorns for being able to fly and do magic, when he can't. , he volunteered for an experiment to create a new breed of Royal Guard. He would have all four of his legs injected with a serum to increase his body muscles, however he started using the serum more often than what the scientists recommended and became addicted to it. Repeated use of his serum caused some side effects such as slowly losing his mane and slowly losing his sanity. The serum managed to soak into his brain and caused him to do things like lash out at reporters during interviews.

He didn't take it very well when the scientists refused to give him any more doses. Wanting to become better than anypony else he acquired blood samples of various unicorns and pegasi, and even the blood of Princess Celestia herself (which he got from the black market). At night he broke into the lab and went to the top of the large vat containing the rest of the serum. He threw the blood samples into the vat and jumped in, practically bathing the samples and serum transforming him into the creature dubbed "the Abomination".

It took the entire Royal Canterlot Guard to take him down and then put in stasis in hopes of find a cure since, since then the lab had gone bankrupt and the remaining assets (including the tube containing the Abomination) were purchased by Hammer Corp.

The creature formerly known as Blonksy roared out and shouted out in a beastly tone "I will crush you worms!"

Blonksy charged at Blueblood who simply used his repulsors to fly out of his reach. Blonksy due to his weight he wasn't as good as flying and was a lot slower.

Blueblood facing Blonksy sent power to his gem again and fired a Unibeam Fire blast at Blonksy sending him to the ground.

Blonksy getting up and seeing Twilight floating in the air, sent a blast from his horn to her but due to his aim and lack of focus he missed. He also so T'Challa running away and he began charging at him, T'Challa went out of the way at the last second causing him to crash into a building and causing debris to fall into him.

Fluttershy then flew to his body and said **"alright time to pay for you sins...LOOK INTO MY EYES!"**

Blonksy as he stared into Fluttershy's eyes screamed in horror as he was suffering to the Ghost Rider's most dangerous weapon – the Penace Stare. As he looked into her eyes his soul was being burnt as he saw everything bad he had ever done such as picking on smaller colts in his teenage years to attacking his posse in private.

When she was done Blonksy's eyes had no visible pupils in him and Blueblood was checking over the destroyed drones on the ground. The Royal Guards then came forward and Shining was now hugging Twilight.

"Are you alright Twi?" Shining asked, he had been extra worried about Twilight's saftey when she became Ms Marvel.

"Okay Shining" said Twilight "I wonder where Blonksy and those drones came from?"

"I scamming the tech right now" said Blueblood "it seems the signal controlling them came from that Hammer Corp warehouse right there!"

Then the guards started charging at the warehouse.

Looking at his monitor Hammer scowled seeing Blonksy getting defeated, he then jumped as he heard a noise. He turned around and looked in horror as he saw the Guards storming into the warehouse arresting the two unicorns who had helped him.

He was then arrested by the guards who were now checking his computer which had not only the designs of the Hammer Drones MKII but included every data he and his company were involved in.

He gulped, this wasn't going to end well for him. HE just knew it.

And he was right.

Blonksy's body was sent away to a tomb in an abandoned forest. During the investigation it was revealed every member of Hammer Corp's board of directors participated in the criminal dealings the company was going through and all of them had been arrested. After it was all and done Hammer Corp had been shut down and its remaining assets had been sold.

Chisel Hammer himself now resided in Canterlot prison with a magical inhibitor attached to his horn which he couldn't remove.

"Hammer Corp was my life's work and now it's all gone" he grumbled in his cell "the Avengers will pay for this..."

**Yeah Chisel Hammer is based off Justin Hammer from Iron Man 2 and Abomination's story in here is based on his story from the movie Incredible Hulk and from the Superman the Animated Series episode Prototype. Yeah most of the Avengers here are hero versions of MLP FIM ponies except for Black Panther who is basically a pony version of his comic book counterpart.**


	2. Chapter 2

**sorry this one didn't turn out as exciting or long as the last chapter! I can tell you there is something special for the next chapter!**

A lot of ponies were turning up at a lab in Canterlot for a science demonstration by Prince Blueblood. Most were there to see the new technological genius that was also the Iron Pony.

Outside Twilight Sparkle with Spike next to her was being greeted by her parents Twilight Velvet who were invited. Twilight was being hugged to death by her mother who was saying "I read about the monster you had to fight, my poor filly!"

"Dear she's not a little filly anymore" said Twilight's dad as he took his wife of their daughter. The couple then went inside to take their seats.

Then came forward Fluttershy, Rarity, Applejack, Rainbow Dash and Pinkie who were all invited by Twilight. They went to greet their friend.

"Howdy Twi, bee a while hasn't it Sugarcube?" Applejack asked "ever since ya moved to Canterlot and formed the Avengers it seemed only Fluttershy here seems to see ya at all!"

"Sorry that I can't meet up with you'se as much as I would like to" Twilight said "wait till you see what Blueblood will be demonstrating, trust me when I saw it will blow your minds!"

"Hmm" said Rarity "Twilight darling, I still find it impossible to believe that royal snob has changed at all!"

Twilight sighed, thanks to the media and the reputation he made for himself, Twilight had a hard time trying to make ponies see Blueblood for the nice smart caring stallion he really is.

As her friends went to take her seats Twilight went through the restricted door so she could go over some last minute preparations.

In the centre stage was Blueblood, Twilight, Spike and some scientists who were all wearing labcoats and protective goggles.

Seated in the VIP section was Princess Celestia, Twilight's friends, T'Challa and two of this bodyguards from the embassy.

"Thank you for attending this presentation" Blueblood said to the audience, his lab coat made him look different than the fancy royal clothes he usually was seen wearing in the public.

"Let me show you this new project we have been working on" said Blueblood as the centre of the stage opened up, coming up was a platform and it revealed what seemed to be some sort of miniature blaster weapon.  
"Presenting the Sonic Blaster MKI" said Blueblood "this is designed to create a sonic blast capable of destroying solid matter! This was made of pure Vibranium, and I would like to thank my good friend T'Challa for donating the Vibranium to make this!"

T'Challa stood up to take a vow, Blueblood and Twilight smiling at their fellow Avenger.

"Now don't let it's small size fool you, this baby can pack quit a punch!" said Blueblood and he then turned to one of the scientists who was a green earth pony with a blonde mane "Professor Pym, if you please?"

The scientist nodded and pressed a button causing a giant solid wall to appear, rising up onto the platform (from a door in the platform).

"Now I must ask you all to keep at a safe distance while I begin this demonstration" said blueblood walking to it. He then used the magic in his horn to turn it on, the sonic weapon then let out a weapon screech and the visible blast from it caused a hole in the wall.

The crowd then started clapping which stopped as several ponies broke into the doors of the room. Some of them were unicorns and used their magic to help bring the door down.

Floating inside was a smirking Pegasus pony who seemed to be the leader. His Cutie Mark was that of some sort of claw, his mane and tail were black; however the most notable thing about his appearance was that there was a stub where his right upper leg was supposed to be.

The Pegasus faced T'Challa's direction with a smirk on his face and said "remember me, princey boy?"

"Klaw!" T'Challa said with hatred in his eyes and a big growl.

As the goons charged the stage, ponies started running in panic. "Avengers Assemble!" Blueblood shouted, as he went to a nearby case which contained his portable armour, assembling it onto himself to become Iron Pony.

The Royal Guard who were there in case something like this happened went to work with the attacking ponies, Princess Celestia actually managed to make some of them cower into submission with a simple glare.

Twilight used her pendant to turn into Ms Marvel; Fluttershy flew in transforming into the Ghost Flyer and one of his bodyguards gave T'Challa his Black Panther uniform she he can put it on.

"You will pay for losing us our jobs Avengers!" yelled one of the ponies.

"What did we do?" asked blueblood using his Repulsor blasts against them.

"We used to work at Hammer Corp before you go the company shut down!" shouted the same pony before he got hit by a blast.

"Hey blame your old boss for getting himself arrested" Blueblood said shrugging.

Fluttershy used her powers to send one of the ponies on his back. She then saw they were all using goggles. **"since your eyes are covered I can't use the Penace Stare one you"** said Fluttershy smiling **"but I can still punish you with the flames of Tartarus!"**

The Pony screamed as he was hit by the flames covering Fluttershy. T'Challa and Twilight were teaming up to fight some of the attacking ponies. Everypony were busy with the attack to notice Klaw had snatched the sonic weapon until he had managed to retreat with the rest of his henchponies.

"Looks like we have a new villain to deal with!" grunted Blueblood angry at himself for letting him get away.

At their hideout Klaw had managed to attach the weapon to the stub that was once his right hoof and a spell from one of his unicorn henchponies made it so he could use the weapon at will.

"Finally a Vibranium weapon like I have been after all of my life! Here is our next job!" said Klaw as he then explained their next mission.

"Who was that pony anyway?" asked Twilight as she and the other Avengers were in their base Princess Celestia set up in the palace.

"Dr Usher Klaw a scientist obsessed with trying to study Vibranium, and he is willing to use any means of getting it no matter how vicious" said T'Challa who had his mask off.

You sound like you know him" commented Fluttershy said in normal Pegasus mode, as not to torch the place.

"Our paths had crossed before..." said T'Challa remembering a big incident in his life:

_a younger T'Challa watches his father T'Chaka king of Wakanda talk to the outsider Dr Klaw who wanted to know where the Wakanda Vibranium mime was._

"_I will not let an outsider like you get to one of my kingdom's most precious resources!" said T'Chaka finally._

"_Suit yourself but I won't let anypony stop me!" said Klaw as he caught the king off guard by flying up and then tackling him. He then watched in horror as Klaw took a nearby sword and stabbed T'Chaka in the heart._

"_FATHER!" T'Challa screamed out and then in anger jumped onto Klaw punching him several times with his reflexes. T'Challa then went to his father body who managed to say "stay strong my son...Wakanda is now yours as is the Black Panther title..."_

_As his father took his last breath T'Challa took the blade that ended his father's life and then went to Klaw saying "I won't stoop to your level by killing you but before you leave Wakanda never to return, I will take something from you as you took my father from me!"_

_Klaw's scream was heard for miles._

"How are we going to find Klaw?" asked Twilight, Blueblood was looking at his computer without his helmet on.

"No worries Twi, I'm way ahead of you!" said Blueblood "just in case it got stolen I put a tracker spell in the device, it seems Klaw and the device is now heading to Canterlot's Museum!"

Blueblood then put his helmet back on and said "time for us to stop Klaw before he does any damage with that weapon!"  
***

At the Canterlot Museum Klaw managed to use the sonic blaster to create a wall allowing him and the henchponies to go in.

"Think of how much all of this stuff is worth!" said Klaw gleefully, he shook his head as he saw the Avengers coming in.

"Nothing you can do to stop me!" said Klaw flying into the air.

"Think again Klaw!" said Blueblood using his repulsor rays to easily knock down his henchponies.

Klaw then used the sonic weapons to immobilise the Avengers long enough for him to grab a hoof full of artefacts and then fly to his escape.

The Avengers once they recovered went after him, dodging the sonic blasts he was sending their way which hit several buildings. Fluttershy managed to hit him with the flames of Tartarus.

Blueblood sent a blue blast Klaw which seemed to do nothing. Klaw get up and looked confused as the sonic weapon didn't seem to work.

"A little something I came up with just in case the device got stolen" Blueblood said with a little smugness in his voice complete with a smile hidden under his helmet.

Fluttershy went near him to give him the Penace Stare but T'Challa stopped her saying "No Fluttershy, I want him to pay for his crimes in prison!"

Fluttershy nodded relucantly as T'Challa removed the sonic weapon from his arm and kicked him in the stomach before allowing the Guards to take him into custody.

Shining Armour in his office was looking at the reports of the damage done to the Canterlot Prison which was one of the buildings hit when the Avengers faced Klaw.

They managed to stop all of the prisoners from escaping:

Except one who got lucky...

Chisel Hammer was now sneaking into an underground base he set up and that only he knew about. He felt smug and thankful to Klaw for helping him escape.

In his base he had a little project of his own before he got arrested.

"Revenge will be mine!" Hammer said before letting out a maniacal laugh.


	3. Chapter 3

_Not many ponies know about me or what I do, but I prefer it like that. It makes my job easier to do in the shadows!_

A white furred earth pony is shown. He has a brown mane and tail, brown spots on his fur, his Cutie Mark was a question mark and he was wearing a black tie. He seemed to be in some sort of office looking over some files.

_I have a job, doing missions and collecting information for the Princess. You see over a year ago or something ponies started gaining special powers, using them to either become heroes or villains. _

The pony shows some files of heroes and villains.

_Four of which formed Equestria's premiere superhero team the Avengers. Since then the Princess set up a secret agency to watch over those who gain powers and trying to recruit them as Avengers or maybe even another superhero team. It became known as the National Equestrian Intelligence Group of High Society or N.E.I.G.H.S. for short._

The pony on his chair spun around so he was now directing looking at the camera.

_my name's Coltson, Agent of N.I.E.G.H.S.!_

_I live in Canterlot as I have all my life, I had previously worked at a desk job at the Palace but when the Princess formed N.I.E.G.H.S. I decided to sign up and it sure as Tartarus made my life a lot more interesting!_

Coltson smiles as he looked at one particular files-Blueblood aka Iron Pony's.

_Let me share with you some stories about these heroes!_

_What you may not know is that on the first try Prince Blueblood did not perfect his Iron Pony Armour the first time, here are some of his first tests!"_

"Test one of the Armour Prototype" said Blueblood wearing saftey goggles with a chest plate on (with the gem attached to his chest shown); the prototype repulsors on his hoofs with them being connected together with a long wire "activate hover experiment hover...now!"

Blueblood screamed as his Repulsors instead sent him back into a table destroying some valuable ornaments.

In the same room later Blueblood is wearing the prototype armour gear "okay now that i apologised to Aunt Tia and removed everything breakable in the room it's time for test two! Repulsors have been modified so activate hover...now!"

Blueblood's repulsors lifted him up where he hovered for a few seconds before...before they stopped and he landed on the floor with a thud.

Later still Blueblood was in his prototype gear again and said "okay third test of the hovers system where it will work this time...hopefully! Activate hover...now!"

Blueblood's repulsor managed his time to hover above the ground. He then moved about the room for a little time before going to the same spot as before. "Hover off..." Blueblood said and he then fell promptly to the ground.

"Hovers working now...just have to work on landing..." Blueblood said.

_As amusing as watching Prince Blueblood hurt himself is, I think you want to see something a little more exciting. Well when the demon bonded with Fluttershy to become the Ghost Flyer escaped, some dark energy of Tartarus merged with a Pegasus called Billy Dumbbell who essentially gained powers of his own leading to the ghost Flyer's first battle as a superhero once she learnt to control her Ghost Flyer powers..._

The bully Pegasus from Cloudsdale had changed since being absorbed by the dark energy from Cloudsdale. His mane became messy, his fur had become a paler colour, his wings were larger and resemble demon wings and his white shirt was ripped.

He was on the rampage he had been on for three days since gaining his new powers. When he touched the plants with his hooves, his new powers caused the plans to age and die out extremely fast.

Suddenly when he was flying in the air watching in satisfaction as the ponies ran in fear of him, he was sent to a ground by a flame which hit his back.

He looked to see hovering over him was Fluttershy in Ghost Flyer form. **"I have ignored your rampage for too long Dumbbell!"** said Fluttershy looking down at her former tormentor **"I now embrace my new powers and I know you have sins that must be punished!"**

"**There is no Dumbbell!"** said Dumbbell angrily in a similar demonic voice to Fluttershy's **"There is only Blackout!"**

The newly rechristened Blackout despite having demonic powers of his own had no defence as Fluttershy sent the fires of Tartarus at him. Knocking him down, he managed to open his eyes to see Fluttershy looking over him.

"**Dumbbell or Blackout, whatever you desire to call yourself it doesn't matter!"** said Fluttershy **"for it is time to pay for your sins...LOOK INTO MY EYES!"**

Blackout screamed in pain as he was hit by the Penace Stare, after it was done the darkness that created Blackout left his body leaving Dumbbell in his nearly dead state.

_So that's how Blackout became the first victim to the Ghost Flyer's Penace stare! I got one last story to tell you and that's how the Avengers banded together! You see there was Sebastian Thaw a rich leader amongst Canterlot's high class who ran a gentlepony's club called the Hellfire Club. During an accident he and the members of his club gained powers and he decided to use these powers to take over Equestria. He led his Club on a siege onto Canterlot and...well, see for yourself!_

The Guards were fighting the superpowered members of the Hellfire Club. Leading them was a white furred unicorn pony with a long black mane and a dark green cloak with a cravat. He was Sebastian Thaw himself.

He then smiled as he saw Blueblood flying down in full Iron Pony Armour (his MKIII armour as it was the latest one he made in that time).

"Well if it isn't Blueblood or Iron Pony your calling yourself now?" asked Thaw chuckling although inside he was seething, during a battle Blueblood was having with a villain his Club had gotten destroyed in the fight again (blaming Blueblood for the incident and due to his arrogance that nothing would happen to his club, it had no insurance).

"You're going down Thaw!" said Blueblood facing him.

"What happened to the Blueblood who didn't like getting his hooves dirty?" asked Thaw smiling.

"I've changed Thaw but it seems your still the same dirtbag you ever were! Armour power to gem!" said Blueblood, then the power went to his gem and Blueblood sent the Unibeam Fire at Thaw knocking him down.

But he soon got up and the scars he had gotten soon healed, "I now have the power to absorb injury to fix my injuries and attributes!" Thaw said laughing and he sent a spell from his horn to Blueblood who dodged.

Then came T'Challa in his Black Panther uniform. "Thought you could use some help Prince Blueblood" said T'Challa and Blueblood nodded, appreciating the help.

The spells his minions were sending at T'Challa were bouncing off his Vibranium costume. Then came Twilight floating, in her Ms Marvel uniform using her powers to fight against Thaw's minions.

"Three so called superheroes I get to defeat today!" said Thaw smiling. From behind T'Challa and Twilight were hit by snow. They turned to see coming to them a female unicorn with a snow white fur and a blond mane.

"You shall face the wrath of the Ice Queen!" said the unicorn firing snow at the Heroes with them dodging.

"Blueblood, I think you have met my marefriend Ms Frost!" said Thaw and Blueblood grunted, Frost was perhaps the most snobbish mare he ever had the misfortune of meeting and that was really saying a lot.

**Fire melts snow, you know!** said a demonic voice and Fluttershy in Ghost Flyer form flew up and attacked the Ice Queen with the fires of Tartarus.

Twilight looked stunned at this, she heard her friend got powers of her own but her new appearance came as a shock.

**hi Twilight, the new friend inside me, giving me all these powers told me you needed my help!** said Fluttershy to Twilight in her usual friendly way despite pitch black and covered in fire.

Soon the four heroes managed to defeated Thaw's super powered minions. "This cannot be!" shouted Thaw angrily "I am destined to be the great leader of all of Equestria, I was destined for greatness..."

Thaw's rant was cut short by T'Challa coming to him and kicking him several times. Then for good measure Twilight hit him with a blast as Blueblood and Ghost Flyer at the same time hit him with the Unibeam Fire and the Flames of Tartarus at the same time causing him to pass out from heat exhaustion.

Thanks to his powers he would not be killed however he was so damaged it would take some time to heal himself, by that he would be in the guard's custody.

After the villains were arrested T'Challa said "I guess we part ways now..."

"Why?" asked Blueblood "we did well today, we can form some sort of group to protect Equestria from these villains threats!"

"We can be Avengers!" said Twilight and as the other three looked at her "I think it sounds cool!"

"I'm all for it!" said Fluttershy who had turned into normal form.

"Me too!" said Blueblood nodding as the faceplate of his armour opened up.

"My father taught me it's always good to have friends by your side and not always be alone!" said T'Challa "so I'm in!"

The four then put their hooves together forming the Avengers and later that day with Princess Celestia's blessing they became Equestria's first official superhero team.

_Yeah working with N.I.E.G.H.S. I will be working with more of these superheroes! That's all for me right now!_

_I gotta go home to work on a letter to my marefriend, a cellist I met in my vacation to Trottingham!_

Coltson then left the office with his stuff.

**Yeah the bit with Dumbbell becoming a villain was inspired by My Little Avengers and the Blackout thing was inspired by Ghost Rider: Spirit of Vengeance. The N.E.I.G.H.S. acronym came from Deviantart user Kenichi-Shinigami which I used with his permission. The Blueblood testing scene I got the idea from the 1st Iron Man movie and no prizes to where I got the idea of Coltson from! Though thanks to Fimfiction user Mystick Starshine for the pun!**


	4. Interlude

_You know the Hearth's Warming Eve and the founding of Equestria, but here are some thing you might not know._

_After the earth ponies, unicorns and pegasi banded together Princess Platinum was made the first ruler of Equestria. Her family ruled until Discord took over in his reign of suffering._

_After Princess Celestia and Princess Luna defeated him did the throne go back to Platinum's family? NO! The Equestrians decided to make those two allicorns the new monarchs of Equestria while the Platinum family faded into obscurity and poverty._

_Why do I know this? Because I am the last living direct descendant of Princess Platinum and the throne of Equestria rightfully belongs to me!_

_And I'm going to claim it one way or another..._

_You see my name is Zhang Khan; I was born into poverty in Canterlot. A disgrace for somepony of royal blood!_

_I came from a long line of unicorns but for most of my childhood I was unsure of what I was destined to do and thus was a blank flank._

_It wasn't until I was sixteen years old that I discovered my destiny, I was doing a project on the reign of Discord for school when I accidentally discovered I was the direct descendant of King Thallium III the grandson of Princess Platinum and the last king of Equestria to rule before Discord took over._

_When I realised the Princesses had the thrown belonging to my family I became enraged and grew a deep hatred of the princesses that continues to this very day._

_When I grew up I was involved in some black market dealings, allowing me to get the funds I need for my plans. I recruited several pegasi, unicorns, earth ponies and Diamond Dogs and formed a group called the "Ten Rings" to steal resources and engineer secret attacks against the princess's._

_To show my leadership of the group I had Diamond Dogs craft ten golden rings which I wear on my horn and I also wear green robes which shall be my garb once I get my rightful place on the throne._

_I am also practising my magic from many rare and powerful scrolls, also on the lookout for weapons to use against the Princess's._

_Mares_

_Gentlecolts_

_Sheep_

_I will tell you this:_

_I shall eventually become ruler of Equestria and not even the Princess's personal team of attack dogs will be able to stop me!_


	5. Chapter 4

In Canterlot Palace inside working in a lab was Twilight and Blueblood, both wearing labcoats and goggles. They were using their horns to work on a new Mark of the Iron Pony Armour.

"Enemies will face the wrath of Iron Pony once the Mark IV is complete!" said Blueblood. The Mark I armour he made was the prototype armour made to test the flying capabilities, the Mark II was made to test out the combat capabilities and the current Mark III was made to combine the capabilities of both into one.

"Iron Pony is still formidable as he is now" Twilight said "while toe pony inside is a great stallion!"

"You're too kind Twi" laughed Blueblood. Then entered Spike the Dragon with a weapon Blueblood asked him to get. Spike then gave it to him.

"Thanks Spike, I would give you some gems as a reward but I only got one and it's kind of keeping me alive!" said Blueblood as he began working the weapon into the new armour.

Then came in T'Challa holding a copy of the Canterlot Gazette in his mouth. He placed it on a table which showed the headline "**TEN RINGS STEALS EXTREMIS FORMULA!**"

"What do you make of the headline Fellow Avenger?" asked T'Challa as his teammates looked at the paper on the table.

Blueblood scowled when he saw the headline. "What are these Ten Rings and what is this Extremis Formula?" asked T'Challa.

"The Ten Rings is an underground group who seem to have something against the royal family" explained Blueblood "and the Extremis Formula was developed along with the serum that Blonksy took those years ago; however it was deemed too dangerous to test or destroy so it was locked away!"

"Looks like we may have to deal with them some time" T'Challa said shaking his head.

Twilight and Blueblood were now outside as they saw going towards them were Twilight's friends from Ponyville. Blueblood and Rarity both huffed as they shared eye contact with eachother.

"Twilight darling" they heard a female posh voice say, the group them saw the posh couple Jet Set & Upper Crust. Her friends then looked in confusion as Twilight had her cheek nuzzled by the couple.

"Twilight darling" it's been too long!" said Jet Set smiling "and first of all we are proud you got together with the Princess's nephew, nothing but loyalty is worthy of our goddaughter!"

"Goddaughter?" Twilight's five friends both said in confusion.

"Yeah Upper Crust & Jet Set are my and Shining Armor's godparents!" Twilight explained "they are old friends of my parents!"

"We remember seeing you at the party dear" said Upper Crust "but you can tell our embarrassment when we saw your dancing, I knew we should have stood our ground when we tried to talk your parents into giving you those dance lessons when you were a filly!"

They then heard a crash and saw several ponies in dark uniforms (including black full face masks) coming in. "Those are Ten Ring members!" Blueblood gasped out.

T'Challa was nearby and he nodded to his bodyguard who then took out a black case, he then opened the case which contained his Black Panther Suit. T'Challa then quickly put it on.

Twilight used the Pendant around her neck to transform into Ms Marvel, Fluttershy then transformed into the Ghost Flyer as the civilian ponies backed away to a safe distance.

Blueblood then activated 2 electronic cuffs on his hooves which sent a homing signal, and then from the Palace his Armour then came flying to him and then assembled on him.

"Let's get to work on these chumps Avengers!" Blueblood said as the Avengers then went into battle with the Ten Rings Soldiers.

There was a unicorn (as his horn was slowing in his mask) who seemed faster than the others and managed to jump onto Blueblood's back and punch his head sending down managing to damage Blueblood's helmet.

Blueblood managed to get up and scan the unicorn as he manages to fight off against T'Challa and Twilight.

"This pony has a signature similar to that of the stolen Extremis Formula" Said Blueblood "so whoever this Unicorn is the Ten Rings must have tested the Formula on him!"

The unicorn was hit by the Flames of Tartarus by Fluttershy causing his the upper half of his uniform and his mask to be ripped off. He was shown to be a silver mane unicorn with his mane fallen out, his eyes seemed out of focus as if he was crazy and his veins were visible red.

The unicorn then spotted Jet Set and then grinned, then going after him.

"Smart Set..." Jet then growled as he was hit by a spell from the now named Smart Set. The Ten Rings unicorns then used their magic to levitate the unconscious Jet Set as they then retreated.

"They got away!" Blueblood growled out, Twilight then went over to her godmother who was in tears.

"And they got my husband!" Upper Crust said who was now crying.

They were now in the Avengers base in the Canterlot Palace the Avengers were with Upper Crust. Blueblood was checking onto his computer and was now damaged Mark III Armor.

"I have analyzed the signature of the Extremis formula that this Smart Set had and I have located it to this secret base" said Blueblood "so that's where we can find the Ten Rings and rescue Jet Set!"

"The Mark IV is ready Mr Blueblood" said Blueblood's computer AI. Blueblood then smiled as he then had AI to assemble the Armor.

"We will get him back don't worry" said Twilight reassuring Upper Crust "but who's this Smart Set!"

"Jet's older brother..." Upper Crust managed to growl.

Jet Set woke up to find him in some black bodysuit with a red "W" on the front and he was in some sort of chamber. There was Smart Set above him smirking.

"'W' for worm, my idea" laughed Smart Set "what do you think brother?"

"What do you want?" asked Jet glaring at his sibling.

"How about the affection mother gave you but never gave me" sneered Smart Set "all her loved belonged to her favourite son- the wonder pony she called you! After I moved out of the house I joined the Ten Rings and they helped me live out some of my impulses! They even allowed me to try out the Extremis formula! It had a side effect of making me a little bit crazier! They have altered the formula with chemicals of their own design so the organisation can have their own Extremis Army and lucky you get to be the first test subject of this new improved formula!"

The lid of the chamber Jet Set was in then closed. The machine was then activated filling the chamber with the liquid formula and Jet Set's screams could be heard.

Then the Avengers barged through the wall, Blueblood was wearing the new Mark IV armour.

"Get them!" sneered Smart Set to the Ten Ring soldiers and they began to attack the Avengers.

Blueblood then targeted the computers in the base and the machine and sent mini-missiles from his armour that destroyed them.

"Those held the only copies of the Formula we had" one of the Ten Rings scientists gasped out loud "We can't make any more copies of the formula!"

Smart Set roared out in rage, he then tackled Blueblood though however he was putting up more of a fight thanks to his new improved suit.

One of the Soldiers used a weapon to send a beam of ionic energy to Fluttershy who dodged it which got absorbed by an energy panel of the machine Jet Set was in before it officially shut down.

Twilight then hurried to the machine and lifted the chamber door open to see Jet Set groaning, looking like he was going to melt into energy away.

Desperately Twilight used her pendant's healing magic onto Jet Set causing his body to seemingly stabilize itself. Jet Set got up and managed to hug Twilight.

Jet Set then saw to his shock he could turn his left hoove into ionic energy and back again. After carefully thinking he managed to turn his entire body into ionic energy. He also turned his upper hooves into hands and was standing on his back legs while standing like a human. He also managed to make himself grow.

He then managed to grab Smart Set and get him off Blueblood, Smart Set then gulped realising this angry pony was his brother.

Jet then threw his brother into the wall causing a self destruct alarm to go. The Pony Avengers then evacuated the building as the Ten Rings members including Smart Set also managed to escape.

Jet Set was being check over at the hospital with the Avengers, Twilight's parents, Shining Armor and his wife by his side. "It seems due to a miracle your sanity is intact and other than being able to become Ionic energy nothing seems to have been changed" said the doctor "Looks like you're going to be fine!"

"You must think I'm a freak now" Jet Set sighed to his wife.

"You're not a freak!" Upper Crust then said hugging her husband as Twilight and Shining then joined in hugging their godparents.

After they let go Blueblood said "well Mr Jet Set as leader of the Avengers, if you want in that is...there is a place for you on our team!"

Jet Set then looked to his wife who gave an encouraging smile. He then nodded with a smile on his own.

"What do you want to call yourself?" asked T'Challa. Jet Set then remembered what his brother said their mother used to call him and the 'W' on the suit he was still wearing.

"You can call me Wonder Pony!" said Jet Set smiling.

A white furred and purple maned unicorn wearing dark green robes and ten golden rings on his horn. He was Zhang Khan the leader of the Ten Rings group.

"So my plan of having Extremis powered soldiers failed and the only one of my minions who got the formula was defeated by the Princess's attack dogs!" sneered Zhang to himself "no matter I still have got my plans of domination!"

**Smart Set is based on Mallen from Iron Man: Extremis and the marvel villain the Grim Reaper! Wonder Pony is a combination of the marvel hero Wonder Man & the MLP character Jet Set!**


	6. Chapter 5

Blueblood was at the Donut shop in Canterlot run by Pony Joe. Then entered N.I.E.G.H.S. agent Coltson who sat across from Blueblood with an angry look on his face.

"Just got back from a meeting with the Canterlot Council" said Coltson, the Canterlot Council was a council of ponies who didn't have nearly enough power as the Princess's but supposedly represented the interests of the ponies of Equestria.

"What happened?" asked Blueblood concerned.

"They want Discord released from stone and put onto your Avengers team" Coltson answered, Blueblood then promptly spat his tongue out.

"Are they insane?" Blueblood asked incredulously.

"Of course they are" said Coltson "I don't know why the Princess just disband that council of idiots!"

"But how about the chaos he made when he was released?" asked Blueblood.

"They are pinning that on "your marefriend" Coltson said shaking his head.

"They are blaming that on Twiley?" Blueblood asked using the nickname Shining Armor allowed him to use for Twilight.

"They got wind of the panic attack she was on afterwards, with the forgotten friendship plan" Coltson said "they believe she was responsible but Celestia had used Discord as a scapegoat!"

"I don't believe this!" Blueblood said face hoofing himself.

"So we got 24 hours to send one of our agents to your marefriend's brother since he is the captain of the guard to release the Discord statue to be released" Coltson said shaking his head.

"I got it!" said Blue thinking of an idea "we see someone to sabotage the meeting, someone so unbearable that Captain Armor will refuse Discord to be released!"

"I just know the consultant for the job!" Coltson said smiling, N.I.E.G.H.S. had a new member join as a consultant.

*At a Canterlot Bar later*

Shining Armour was drinking a glass of cider when walked in Trixie Lulamoon wearing a tie and then sat opposite Shining.

*a day later*

Blueblood was at the donut place again when Coltson walked in and sat opposite him, this time smiling.

"Discord's is staying encased in stone where he belongs" said Coltson "the consultant annoyed Shining Armor so much that he left in a huff after just 3 minutes!"

Then Blueblood and Coltson both shared a celebration donut.

While this was happening a thief managed to sneak into the Canterlot Palace and steal from a computer some blueprints of the Iron Pony Armor Mark III.

He then sneaked out and went to a secret base where Chisel Hammer was waiting. The thief gave Hammer the plans and then left. Hammer smiled, he had resources and bits hidden away before he was arrested.

These plans were the first step on his revenge on the Avengers.

**This chapter was based on the Marvel Oneshot the Consultant! Yeah I am stuck on ideas right now!**


End file.
